Terms of Service

Effective Date: February 9, 2026

Company: Uyaro
Contact: techops@uyaro.in
Jurisdiction: Tamil Nadu, India

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and Uyaro ("Uyaro," "we," "us," or "our") governing your access to and use of the DineSynk point-of-sale system and related services (collectively, the "Services").

By accessing or using the Services, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Services.

If you are entering into these Terms on behalf of a business entity, you represent and warrant that you have the authority to bind that entity to these Terms, and references to "you" shall refer to that entity.

2. Service Description

2.1 DineSynk Platform

DineSynk is a comprehensive cloud-based point-of-sale (POS) system designed for restaurants, food service establishments, and hospitality businesses. The Services include:

Point-of-Sale Operations: Order processing, billing, and checkout functionality
Kitchen Order Tickets (KOT): Kitchen display and order management systems
Payment Processing: Integration with multiple payment gateways and processors
Customer Management: Customer relationship management (CRM), loyalty programs, and customer databases
Inventory Management: Stock tracking, purchase orders, and supplier management
Campaign Management: Marketing campaigns, promotions, and customer engagement tools
Reporting and Analytics: Sales reports, performance dashboards, and business intelligence
Terminal Management: Multi-device and multi-location support
Employee Management: Staff roles, permissions, and access controls
Third-Party Integrations: APIs and integrations with delivery platforms, accounting software, and other business tools

2.2 Service Availability

We strive to provide continuous access to the Services, but we do not guarantee uninterrupted availability. The Services may be subject to:

Scheduled maintenance and updates
Emergency maintenance and repairs
Service disruptions due to factors beyond our reasonable control
Performance variations based on network connectivity and hardware

We will provide advance notice of scheduled maintenance when reasonably possible.

2.3 Service Modifications

We reserve the right to modify, suspend, or discontinue any aspect of the Services at any time, with or without notice. We will make reasonable efforts to notify you of material changes that adversely affect your use of the Services.

3. Account Registration and Obligations

3.1 Account Creation

To use the Services, you must create an account by providing:

Accurate and complete business information
Valid contact details (email, phone number)
Business registration and tax identification information (GSTIN, PAN)
Payment and billing information
Authorized user details

3.2 Account Security

You are responsible for:

Maintaining the confidentiality of your account credentials
All activities that occur under your account
Promptly notifying us of any unauthorized access or security breaches
Ensuring that authorized users comply with these Terms
Implementing appropriate access controls and user management

You agree not to:

Share account credentials with unauthorized individuals
Allow others to access your account without authorization
Create accounts using false or misleading information
Use another customer's account without permission

3.3 Account Accuracy

You must keep your account information accurate and up to date. You agree to promptly update your account with any changes to your business information, contact details, or payment information.

3.4 Account Suspension

We reserve the right to suspend or terminate your account if:

You breach these Terms or any applicable policies
Your account is used for fraudulent, illegal, or harmful activities
Your payment is overdue or invalid
We are required to do so by law or court order
We determine, in our sole discretion, that suspension is necessary to protect our Services or other users

4. Acceptable Use Policy

4.1 Permitted Use

You may use the Services only for lawful purposes in accordance with these Terms and applicable laws.

4.2 Prohibited Activities

You agree not to:

Illegal Activities:

Use the Services for any illegal, fraudulent, or unauthorized purpose
Violate any applicable laws, regulations, or third-party rights
Process transactions for prohibited goods or services (as defined by applicable payment processors)
Engage in money laundering, terrorist financing, or other financial crimes

Security and Integrity:

Attempt to gain unauthorized access to the Services or related systems
Interfere with or disrupt the Services, servers, or networks
Introduce viruses, malware, or other harmful code
Bypass security measures or authentication mechanisms
Conduct security testing or penetration testing without prior written authorization

Misuse of Services:

Use the Services in a manner that exceeds reasonable usage limits
Resell, sublicense, or redistribute the Services without authorization
Reverse engineer, decompile, or disassemble any component of the Services
Remove or obscure any proprietary notices or branding
Use automated systems (bots, scrapers) to access the Services without permission

Harmful Content:

Upload or transmit content that is defamatory, obscene, or offensive
Infringe upon intellectual property rights of others
Collect or harvest user data without consent
Impersonate any person or entity

4.3 Consequences of Violations

Violation of this Acceptable Use Policy may result in:

Immediate suspension or termination of your account
Legal action and reporting to law enforcement authorities
Liability for damages and costs incurred by Uyaro
Forfeiture of any fees paid

5. Fees, Payment, and Taxes

5.1 Subscription Fees

You agree to pay all applicable subscription fees for the Services based on your selected plan. Fees may include:

Monthly or annual subscription charges
Per-terminal or per-location fees
Transaction processing fees (percentage or per-transaction)
Add-on feature fees
Professional services fees (implementation, training, customization)

5.2 Pricing and Changes

Current pricing is available on our website or through your sales representative. We reserve the right to modify pricing with at least 30 days' advance written notice. Price changes will not affect your current billing cycle but will apply to subsequent renewals.

5.3 Billing and Payment Terms

Billing Cycle: Fees are billed monthly or annually in advance, as specified in your plan
Payment Method: You must provide a valid payment method (credit card, bank account, or other approved method)
Automatic Renewal: Subscriptions automatically renew at the end of each billing period unless you cancel
Currency: All fees are stated and payable in Indian Rupees (INR) unless otherwise agreed
Payment Processors: Payments are processed through third-party payment processors; you agree to their terms

5.4 Transaction Processing Fees

If you use our integrated payment processing services, transaction fees will apply as specified in your agreement. These fees are separate from subscription fees and are typically:

A percentage of the transaction amount (e.g., 1.5% - 3%)
Plus a per-transaction fee (e.g., ₹2 - ₹5)
Subject to the terms of the payment processor

5.5 Late Payment and Non-Payment

Late Fees: Overdue payments may incur a late fee of 1.5% per month or the maximum allowed by law, whichever is lower
Service Suspension: We may suspend access to the Services if payment is more than 15 days overdue
Termination: We may terminate your account if payment remains outstanding for more than 30 days
Collection Costs: You are responsible for all reasonable costs of collection, including legal fees

5.6 Taxes

All fees are exclusive of taxes. You are responsible for all applicable taxes, including:

Goods and Services Tax (GST)
State and local taxes
Withholding taxes
Any other taxes or duties

We will invoice you for applicable taxes based on your billing address. If you are exempt from certain taxes, you must provide valid tax exemption certificates.

5.7 Refunds

Subscription fees are generally non-refundable. However, we may provide refunds at our sole discretion in cases of:

Service outages exceeding our Service Level Agreement (if applicable)
Billing errors
Termination by Uyaro without cause

Transaction processing fees are non-refundable.

6. Data Ownership and License

6.1 Your Data

"Customer Data" means all data, content, and information that you or your users submit, upload, or input into the Services, including:

Customer records and transaction data
Menu items, pricing, and inventory information
Business records and reports
Employee data

You retain all ownership rights to your Customer Data. We do not claim ownership of Customer Data.

6.2 License to Use Customer Data

You grant Uyaro a limited, non-exclusive, worldwide, royalty-free license to:

Store, process, and transmit Customer Data to provide the Services
Use Customer Data to generate analytics and insights for your benefit
Create aggregated, anonymized data for service improvement and research
Back up and replicate Customer Data for redundancy and disaster recovery

This license terminates when you delete Customer Data or terminate your account, except for:

Data retained in backups (deleted within 90 days)
Data we are required to retain by law
Aggregated, anonymized data (which we may retain indefinitely)

6.3 Your Responsibilities for Customer Data

You represent and warrant that:

You have all necessary rights and consents to use and share Customer Data
Customer Data does not violate any laws or third-party rights
You have obtained appropriate consents from customers and employees for data processing
You comply with applicable data protection laws (Privacy Policy, DPDP Act, GDPR if applicable)

You are solely responsible for:

The accuracy, quality, and legality of Customer Data
Obtaining and maintaining all necessary consents and authorizations
Compliance with privacy laws regarding customer and employee data
Maintaining backups of critical Customer Data

6.4 Uyaro's Intellectual Property

The Services, including all software, technology, designs, trademarks, and documentation, are owned by Uyaro and protected by intellectual property laws. These Terms do not grant you any ownership rights to the Services.

You receive a limited, non-exclusive, non-transferable, revocable license to access and use the Services during your subscription term, subject to these Terms.

6.5 Feedback

If you provide suggestions, ideas, or feedback about the Services ("Feedback"), you grant Uyaro an unlimited, perpetual, irrevocable, royalty-free license to use, modify, and incorporate Feedback into our Services without any obligation to you.

7. Confidentiality

7.1 Confidential Information

"Confidential Information" means non-public information disclosed by one party to the other, including:

Customer Data and business information
Pricing, terms, and business strategies
Technical information, software, and documentation
Trade secrets and proprietary methods

7.2 Obligations

Each party agrees to:

Protect Confidential Information with the same care used for its own confidential information (but no less than reasonable care)
Use Confidential Information only for purposes of fulfilling obligations under these Terms
Not disclose Confidential Information to third parties without prior written consent
Limit access to Confidential Information to employees and contractors who need to know

7.3 Exceptions

Confidential Information does not include information that:

Is or becomes publicly available without breach of these Terms
Was known to the receiving party before disclosure
Is independently developed without use of Confidential Information
Is rightfully received from a third party without confidentiality obligations
Must be disclosed pursuant to law, regulation, or court order (with notice to the disclosing party)

7.4 Term

Confidentiality obligations survive termination of these Terms for a period of five (5) years.

8. Third-Party Services and Integrations

8.1 Third-Party Providers

The Services may integrate with or rely on third-party services, including:

Payment processors (Razorpay, Pine Labs, etc.)
Cloud infrastructure providers (AWS, Google Cloud, etc.)
Delivery platforms (Swiggy, Zomato, etc.)
Accounting software (Tally, QuickBooks, etc.)
Communication services (SMS, email providers)

8.2 Third-Party Terms

Your use of third-party services is subject to the terms and conditions of those providers. We are not responsible for third-party services and make no warranties regarding their functionality, availability, or security.

8.3 Third-Party Fees

Third-party services may charge separate fees. You are responsible for any fees charged by third-party providers.

8.4 Integration Changes

Third-party integrations may change or become unavailable at any time. We will make reasonable efforts to maintain integrations but are not liable for changes or discontinuation of third-party services.

9. Service Availability and Support

9.1 Service Level

We strive to maintain high availability and performance of the Services. However, we do not guarantee:

Uninterrupted or error-free operation
Specific uptime percentages (unless specified in a separate Service Level Agreement)
Compatibility with all devices, browsers, or operating systems
That the Services will meet all your business requirements

9.2 Scheduled Maintenance

We may perform scheduled maintenance during off-peak hours. We will provide advance notice when reasonably possible, typically:

48 hours for planned maintenance
Minimal or no notice for emergency maintenance

9.3 Customer Support

We provide customer support through:

Email Support: techops@uyaro.in
Support Portal: Available through your account dashboard
Documentation: Online knowledge base and user guides
Phone Support: Available for premium plans (if applicable)

Support Hours:

Standard support: Monday-Saturday, 9:00 AM - 6:00 PM IST
Premium support: 24/7 support for critical issues (if applicable)

Response Times:

Critical issues: Within 4 hours
High priority: Within 12 hours
Normal priority: Within 24 hours
Low priority: Within 48 hours

9.4 Implementation and Training

We may provide implementation assistance and training as part of your subscription or as a separate professional service. Scope, timeline, and fees for these services will be specified in a separate statement of work.

10. Termination

10.1 Termination by Customer

You may terminate your subscription at any time by:

Providing written notice to techops@uyaro.in
Following the cancellation process in your account settings

Notice Period: You must provide at least 30 days' advance notice for termination. Your subscription will remain active and fees will continue until the end of the notice period.

Effect: Upon termination:

Your access to the Services will end at the conclusion of your current billing period
You will not receive a refund for any unused portion of pre-paid fees
You may export your Customer Data before termination

10.2 Termination by Uyaro

We may terminate your account immediately if:

You breach these Terms or any applicable policies
You fail to pay fees when due (after 30-day cure period)
You engage in fraudulent, illegal, or harmful activities
We are required to terminate by law or regulation
We decide to discontinue the Services (with 90 days' notice)

We may terminate your account for convenience with 90 days' advance written notice.

10.3 Effect of Termination

Upon termination for any reason:

Access: Your access to the Services will be immediately suspended or terminated.

Data Retrieval: You will have 30 days to export and retrieve your Customer Data. After 30 days, we may permanently delete Customer Data.

Fees: You remain responsible for all fees incurred before termination, including any early termination fees if applicable.

Survival: Sections that by their nature should survive termination will continue in effect, including: Fees, Data Ownership, Confidentiality, Disclaimers, Limitation of Liability, Indemnity, and Governing Law.

10.4 Early Termination Fees

If you have committed to an annual subscription and terminate before the end of the term, you may be charged an early termination fee equal to 50% of the remaining subscription fees, unless termination is due to our material breach.

11. Disclaimers

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, UYARO DISCLAIMS ALL WARRANTIES, INCLUDING:

Merchantability: We do not warrant that the Services are suitable for your particular business needs
Fitness for a Particular Purpose: We do not guarantee that the Services will meet your specific requirements
Non-Infringement: We do not warrant that the Services do not infringe third-party rights
Accuracy: We do not guarantee the accuracy, completeness, or reliability of data or reports
Availability: We do not guarantee uninterrupted, timely, secure, or error-free access
Security: While we implement security measures, we do not warrant absolute security

You acknowledge that:

Use of the Services is at your sole risk
You are responsible for implementing appropriate backup and disaster recovery procedures
We are not responsible for data loss or corruption
We are not responsible for business decisions made based on reports or data from the Services

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

12.1 Exclusion of Damages

UYARO SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING:

Loss of profits, revenue, or business opportunities
Loss of data or information
Business interruption or downtime
Loss of goodwill or reputation
Cost of substitute services
Any other intangible losses

This exclusion applies even if:

Uyaro has been advised of the possibility of such damages
The remedy fails its essential purpose
The damages were foreseeable

12.2 Cap on Liability

UYARO'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE LESSER OF:

The total fees paid by you to Uyaro in the 12 months preceding the claim, or
₹100,000 (One Hundred Thousand Indian Rupees)

12.3 Exceptions

The limitations in this section do not apply to:

Your payment obligations
Your indemnification obligations
Liability arising from gross negligence, willful misconduct, or fraud
Liability that cannot be limited by law

12.4 Allocation of Risk

You acknowledge that the fees charged reflect the allocation of risk set forth in these Terms and that Uyaro would not enter into these Terms without these limitations on liability.

13. Indemnification

13.1 Your Indemnification Obligations

You agree to indemnify, defend, and hold harmless Uyaro, its affiliates, and their respective officers, directors, employees, agents, and contractors from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

Your use or misuse of the Services
Your violation of these Terms or any applicable laws
Your Customer Data or content you submit
Infringement of third-party intellectual property rights by your Customer Data
Your violation of any third-party rights, including privacy rights
Claims by your customers, employees, or other third parties related to your use of the Services
Your negligence, willful misconduct, or fraud

13.2 Indemnification Process

You will:

Promptly notify Uyaro of any claims subject to indemnification
Cooperate with Uyaro in the defense of such claims
Allow Uyaro to control the defense and settlement of claims (with your reasonable participation)
Not settle any claim without Uyaro's prior written consent

13.3 Uyaro's Indemnification

Uyaro will indemnify you against third-party claims that the Services infringe a valid patent, copyright, or trademark, provided that:

You promptly notify Uyaro of the claim
Uyaro has sole control of the defense and settlement
You provide reasonable cooperation

Uyaro's remedies: If the Services are found to infringe, Uyaro may, at its option:

Obtain the right for you to continue using the Services
Modify the Services to be non-infringing
Replace the infringing component with a non-infringing alternative
Terminate your subscription and refund prepaid fees on a pro-rata basis

Exclusions: Uyaro has no obligation for claims arising from:

Modifications to the Services made by you or third parties
Use of the Services in combination with third-party products
Your Customer Data or content
Continued use after being notified of infringement

This Section 13.3 states Uyaro's entire liability and your exclusive remedy for intellectual property infringement claims.

14. Governing Law and Dispute Resolution

14.1 Governing Law

These Terms are governed by and construed in accordance with the laws of Tamil Nadu, India, without regard to conflict of law principles.

All disputes shall be subject to the exclusive jurisdiction of the courts located in Tamil Nadu, India.

14.2 Dispute Resolution Process

Informal Resolution: Before initiating formal proceedings, the parties agree to first attempt to resolve any dispute through good-faith negotiation. Either party may initiate negotiations by sending written notice to the other party describing the dispute.

Negotiation Period: The parties will negotiate in good faith for at least 30 days before pursuing formal dispute resolution.

14.3 Arbitration

If informal resolution fails, any dispute arising out of or relating to these Terms shall be resolved through binding arbitration in accordance with the Arbitration and Conciliation Act, 1996.

Arbitration Terms:

Number of Arbitrators: One (1) arbitrator mutually agreed upon by the parties, or appointed by the court if the parties cannot agree
Seat of Arbitration: Tamil Nadu, India
Language: English
Governing Rules: Arbitration and Conciliation Act, 1996
Costs: Each party shall bear its own costs, with the arbitrator having discretion to allocate costs

Arbitration Award: The arbitrator's award shall be final and binding, and judgment may be entered upon it in any court of competent jurisdiction.

14.4 Exceptions to Arbitration

Notwithstanding the above, either party may seek:

Injunctive or equitable relief in court to protect intellectual property rights or confidential information
Small claims court resolution for disputes within the court's jurisdiction
Emergency relief before arbitration proceedings are concluded

14.5 Class Action Waiver

YOU AGREE THAT DISPUTES WILL BE RESOLVED ON AN INDIVIDUAL BASIS ONLY. You waive any right to participate in a class action, collective action, or representative proceeding.

14.6 Legal Compliance

You agree to comply with all applicable Indian laws and regulations, including:

Information Technology Act, 2000
Digital Personal Data Protection Act, 2023
Goods and Services Tax Act, 2017
Indian Contract Act, 1872
Consumer Protection Act, 2019
Payment and Settlement Systems Act, 2007

15. General Provisions

15.1 Entire Agreement

These Terms, together with the Privacy Policy and any other incorporated documents, constitute the entire agreement between you and Uyaro regarding the Services and supersede all prior agreements, understandings, and communications.

15.2 Amendments

We may modify these Terms at any time by:

Posting the updated Terms on our website
Sending email notification to your registered email address
Providing notice through the Services

Material changes will be effective 30 days after notice. Non-material changes will be effective immediately upon posting.

Your continued use of the Services after changes become effective constitutes acceptance of the modified Terms. If you do not agree to the changes, you must terminate your account.

15.3 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect. The invalid provision will be modified to the minimum extent necessary to make it valid and enforceable.

15.4 Waiver

No waiver of any provision of these Terms will be effective unless in writing and signed by both parties. Failure to enforce any provision does not constitute a waiver of that provision or any other provision.

15.5 Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder without our prior written consent. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of substantially all assets.

15.6 Force Majeure

Neither party shall be liable for failure or delay in performance due to causes beyond its reasonable control, including:

Acts of God (earthquakes, floods, fires)
Government actions, wars, terrorism
Internet or telecommunications failures
Labor disputes, strikes
Pandemics or epidemics

The affected party must provide prompt notice and make reasonable efforts to resume performance.

15.7 Notices

All notices must be in writing and sent to:

To Uyaro:
Email: techops@uyaro.in
Address: Tamil Nadu, India

To You:
Email: The email address associated with your account

Notices are deemed received:

Immediately if sent by email during business hours
The next business day if sent by email after hours
Upon delivery if sent by courier

15.8 Relationship of Parties

The parties are independent contractors. These Terms do not create a partnership, joint venture, agency, or employment relationship. Neither party has authority to bind the other or make commitments on its behalf.

15.9 Export Compliance

You agree to comply with all applicable export and import laws and regulations. You will not export, re-export, or transfer the Services to prohibited countries, entities, or individuals.

15.10 Government Use

If you are a government entity, the Services are "commercial computer software" and "commercial computer software documentation" as defined in applicable regulations. Government users have only those rights expressly granted in these Terms.

15.11 Language

These Terms are drafted in English. In case of any translation, the English version shall prevail in case of discrepancies.

15.12 No Third-Party Beneficiaries

These Terms are for the sole benefit of the parties and do not confer any rights on third parties, except that Uyaro's affiliates, officers, directors, employees, and agents are third-party beneficiaries of indemnification and limitation of liability provisions.

16. Contact Information

If you have questions about these Terms or need to contact us, please reach out:

Uyaro
Email: techops@uyaro.in
Business Address: Tamil Nadu, India

Customer Support: techops@uyaro.in
Legal Inquiries: techops@uyaro.in
Billing Questions: techops@uyaro.in

17. Acknowledgment

BY USING THE SERVICES, YOU ACKNOWLEDGE THAT:

You have read and understood these Terms
You agree to be bound by these Terms
You have the authority to enter into these Terms
You understand the limitations and disclaimers
You accept the risks associated with using the Services

If you do not agree to these Terms, you must immediately cease using the Services.

Last Updated: February 9, 2026